Member Info for WordSpaghetti

So what does someone mean when they say Independent? For me this means they are not directly employed by e.g. PPP, right? I don't think it matters if this guy has worked with PPP before in a professional capacity as long as he would take the same independent and critical view of whatever his new role is (Texas?). Would be good to know what he found out in Texas. And what he'll find out about the 51% Petroquest deal as well if he is looking at governance and other issues.

This links to the appointment today (not election - very big difference between an appointment and an election just to remind anyone whose first language is not English or has been abroad for some time) as has been interesting to track Mr Jones via NewVu Academy (dissolved) via NewVu Holdings plc (renamed to NewVu Holdings Limited) where persons of significant control 75% or more is Ronald Derrickson, and where under Officers where RMD Holdings ltd (Gibraltar) is both secretary and director.

[Justin Fraser Jones] https://find-and-update.company-information.service.gov.uk/officers/dhyt-S1o5OkOd7cKC_O-YIdmols/appointments

[NewVu Holdings plc / NewVu Holdings Limited] https://find-and-update.company-information.service.gov.uk/company/14681930/persons-with-significant-control

[NewVu Academy] https://find-and-update.company-information.service.gov.uk/company/14687200/filing-history

And as this new guy is all about fraud, governance, risk, and so on we should be getting a better run company in line with its own articles and the companies act 2006.

Hoping that you guys caught it early and prognosis is good Stuart, all the best. All - best to be aware of the warning signs as well and get checked out if in doubt - earlier the better with this sort of thing (like most things). GLA

Nothing happened governance or procedural concerning-wise before then - but the share 2 for 1 made think i should get an account

JeffTroll - sad to say I've never seen you on this board before so probably a back up account to someone? so you've got multiple accounts, oops. That and the vile nature of your posts says a lot about you, rather than the reasoned analysis I have presented based on evidence the company has provided in RNSs or other communications.

Ah, missed off analysis to no 14.

This is important. it allows the company to call them quickly but not for shareholders to be able to call them quickly:

14.THAT, a general meeting of the Company, other than an AGM, may be called on not less than 14 clear days' notice, provided that the authority granted by this resolution shall expire at the conclusion of the next AGM.

::: more power to the company and less to the shareholder. This means the company (through its directors) can call a general meeting with at least 14 days’ notice, rather than the longer standard period. Shareholders DO NOT have the same power—they cannot call a meeting on 14 days’ notice via EGM. This resolution affects the company only.

Gregoria - very true.

Why AREN'T we trading yet? Accounts were out a month ago.

Unfortunately he hasn't left the company, and I am sure he'll be on the call tonight as an insider and not as a shareholder.

SohelpmeGod

My only caveat on that is that Mr. Lunn would need his probate letter, or the will (I guess, wouldn't need death certificate I don't think), and would need to go to the banking institutions and follow their process for them to transfer ownership/visibility of all of those accounts to Mr Lunn. If they are contained in companies then a similar process occurs in order to obtain ownership over those companies - and if any are in the UK then Lunn would need to have registered as Director, or to have liquidated/dissolved them. I would assume he has done all these things or is waiting for that process to complete, and surely hasn't closed down all of the accounts (in which case again the bank retains them for 7 years and would certainly divulge them regarding any legal proceedings).

I think PPP knowing what Anton tarkany was doing as PPP company secretary would go some ways to shifting the obvious easy-to-blame entity from Evans to the company secretary. It may be a far cry to seeing emails and why the ball was dropped on all these material administrative items however it may help.

At some point we all need closure.

Ah I missed a bit for that resolution as well:

1) In addition, given also the uncertainty around what payments and how much as been paid for which licenses, ostensibly due to information allegedly missing from the Nobel US company, were shareholders not told that there had been a full audit of all licenses, and those which were outstanding and those which weren't? And now we find some monies were paid for royalties – which means some licenses at least were not valueless, correct nor not? In addition, was there not receipt of oil from at least one license (as stated in the accounts), of which the company had written down as impaired in September 2025 and given 51% away to Stephen Lunn, sorry, PetroQuest (where Stephen Lunn is the only Director).

1.To receive the Company's financial statements and annual accounts form the financial year ended 31 March 2025 together with the Directors' report and auditor's report thereon.

::: Page 27 Independent auditors report to the members of Pennpetro Energy Plc "We do not express an opinion on the accompanying Group and Parent Company financial statements. Because of the significance of the matters described in the basis for disclaimer of opinion section of our report, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements."

Oh dear. But Stephen Lunn is the beneficiary and executor of Anton Takanyi's estate, and that includes access to all his bank accounts, which haven't been provided. And a bank must keep all financial data for 7 years. Oops. Why hasn't PPP instigated legal proceedings against Stephen Lunn to have full access to all PPP-related transactions in Anton Takanyi's personal/business bank accounts?

2.To approve the Directors' Remuneration Report set out on pages 24 to 26 of the Company's financial statements and annual accounts for the financial year ended 31 March 2025.

::: But the Chairman told everyone that No Directors had picked up a salary. And what's this in Resolution 10:

"9,237,500 ordinary shares to be allotted in settlement of directors’ fees for 2025;

5,400,000 ordinary shares to be allotted in settlement of directors’ fees for 2025/26 pursuant to the service agreements of Messrs Kalugin, Spinks, Rapp and Lesyk;

Together with the contributed shares described below, to the extent that those allotments involve the release of a cash debt. "

3.To approve the Directors' Remuneration Policy contained in the Directors' Remuneration Report (pages 25 and 26) for the period ended 31 March 2025.

::: Richard Spinks in RNS dated 25th September 2025 stated: "Payments to Directors 

Shareholders and particularly those who have attacked the current Directors of the Company online and via other  methods of communication for the past year should be aware that, unlike Tom Evans and David Lenigas, neither Olaf  Rapp, Stephen Lunn nor Robert Menzel have been paid for serving as your Directors at Pennpetro Energy Plc In the  case of Stephen Lunn and Robert Menzel no payment has been received since their appointment whilst in Olaf Rapp's  case, he has been unpaid for over four whole years." However the accounts in both 2024 and 2025 (31 March 2025 accounts, page 24) highlights salaries paid, specifically to Stephen Lunn, Olaf Rapp, and Robert Menzel. Salary for Olaf Rapp was also in the 2023 accounts. No apology for this material slanderous inaccuracy has been offered to the market.

In addition, the policy has not been shared with the shareholders.

4.To re-appoint Crowe U.K. LLP as auditors of the Company, to hold office from the conclusion of this meeting until the conclusion of the next general meeting at which audited financial statement of the Company am laid before the Company.

::: To be fair, they did a good job, however they should materially step down and refuse sign off unless information was provided, or provide specific details on date and value fo transactions which are unknown.

5.To authorise the Directors to fix the auditors' remuneration.

::: Fair

6.To re-elect Richard Spinks as a director of the Company.

::: He was never elected. So 're-elect' is not legally correct. And now we've got Board of Directors stacking and conflict of interest with the appointed of Ron Derrickson.

7.To re-elect Mavriky Kalugin as a director of the Company.

::: He was never elected. So 're-elect' is not legally correct.

8.To re-elect Olof Nils Rapp as a director of the Company.

The only director to actually be up for re-election. Has managed to hang on, however his actions have had a materially detrimental effect on the company due to not standing up for shareholders.

9.To re-elect Sergiy Lesyk as a director of the Company.

::: He was never elected. So 're-elect' is not legally correct.

10.Authority to allot shares for cash as set out in the Notice of Annual General Meeting.

::: Not until the register of members is fully correct, and a fully updated list is presented to the market via RNS. The board is proposing a massive new share issuance (like 128M on top of 112M existing, plus at least 15M more via a convertible loan note at 2.2p communicated after the AGM Notice), that usually leads to severe dilution unless existing shareholders have pre-emption rights, or they actively organize and vote against it. If shareholders don’t act collectively, the outcome is often already decided. A CLN is like delayed dilution - not immediate but drags on the SP for years.

What are the services rended for? Why continue to dilute via CLNs when it is not possible to issue shares?

11.Authority to allot shares otherwise than for cash as set out in the Notice of Annual General Meeting.

::: Not until the register of members is fully correct, and a fully updated list is presented to the market via RNS. The board is proposing a massive new share issuance (like 128M on top of 112M existing, plus at least 15M more via a convertible loan note at 2.2p communicated after the AGM Notice), that usually leads to severe dilution unless existing shareholders have pre-emption rights, or they actively organize and vote against it. If shareholders don’t act collectively, the outcome is often already decided. A CLN is like delayed dilution - not immediate but drags on the SP for years.

"The authority under Resolution 11 will be reduced by the aggregate nominal amount of any shares allotted by the Company otherwise than for cash between the date of this notice and the date on which Resolution 11 is passed " it is illegal to allot shares without having shareholder approval at a AGM or GM.

Special Resolutions

12.Disapplication of pre-emption rights as set out in the Notice of Annual General Meeting.

::: This one means the company can severely dilute existing shareholders because if this passes then they aren't required to offer existing shareholders any shares at a similar price to other issuances. Voting yes means Spinks and RMD get 100's millions of shares, whilst your shares continue to stay fixed – especially galling if the company remains suspended.

13.Authority to make market purchases of ordinary shares as set out in the Notice of Annual General Meeting.

::: This resolution would allow disputed directors to potentially reshape the company’s ownership structure, influencing control, voting power, and overall fairness, particularly in a suspended company where limited trading reduces transparency and makes pricing less reliable. It would allow, for example, anyone including Lunn or related company to sell shares to RMD, potentially opening up the company to being taken over if they grab more than 29.9% of the share register.

14.THAT, a general meeting of the Company, other than an AGM, may be called on not less than 14 clear days' notice, provided that the authority granted by this resolution shall expire at the conclusion of the next AGM.

Nope it's a buy - sells are at 4p flat.

Calm before the storm usually - one whiff of financing which is not at a discount (and why should it be - this is a company that has revenues, has profits, has investors, and has market confidence - discounts are usually for company that have nothing to show for the money - so the risk of the financing on that path is the need for the lender to be sure to make a profit - with Ondo of course it will make a profit for any lender so the risk is significantly reduced).

Think we are just waiting on drilling news. onwards and upwards - SP moves with buys now so whatever was blocking it (prospectus?) has now gone. GLA

Hi Stuartv,

I wouldn't have thought there would be a connection between the 6million shares (allegedly at 2.2p - the market high for the time if you look at the chart) and the 1million shares (12p) as they were completely separate transactions. The 1m was placed by the company in November 2024 and market informed as such.

Only Mr Evans and Mr White would know what the transaction entailed.

However, what you can surmise, is that once it appears Mr White was trying to regularise his investments it turned out that the 6m shares he bought were then not accepted by the company at that time (by Mr Lunn). It has taken a court case to get his shares alloted to him and, crucially, at no allotment to the company.

Something which we were all told was necessary for the December 2025 GM was to allot shares to Mr White however this was a red herring in order to persuade innocent shareholders to vote for the (illegally) grouped resolution. However the recent TVR showed that the total number have not changed at all so therefore the 6m held in treasury as per accounts 31/03/2025 were, in fact the 6m shares Mr White bought.

Therefore, we are back to the same question - how can you strengthen and keep your voting rights for the 6th May AGM?

1) board is proposing a massive new share issuance (like 128M on top of 112M existing, plus at least 15M more via a convertible loan note at 2.2p), that usually leads to severe dilution unless existing shareholders have pre-emption rights, or they actively organize and vote against it. If shareholders don’t act collectively, the outcome is often already decided. A CLN is like delayed dilution - not immediate but drags on the SP for years.

2)The most direct action: New share issuances and disapplication of pre-emption rights typically require ordinary or special resolutions. If enough shareholders vote against, the issuance cannot proceed.

3) Under the Companies Act 2006 UK legislation existing shareholders usually have the right of first refusal on new shares. If the board is trying to bypass this (via a disapplication resolution), shareholders can vote it down, or challenge whether the disapplication is being used improperly. This is one of the strongest anti-dilution protections available.

Bumping this up:

So, a plan was offered which every shareholder on this board is able to understand and get behind, which does not weaken your shareholding at all.

1) board is proposing a massive new share issuance (like 128M on top of 112M existing, plus at least 15M more via a convertible loan note at 2.2p), that usually leads to severe dilution unless existing shareholders have pre-emption rights, or they actively organize and vote against it. If shareholders don’t act collectively, the outcome is often already decided. A CLN is like delayed dilution - not immediate but drags on the SP for years.

2)The most direct action: New share issuances and disapplication of pre-emption rights typically require ordinary or special resolutions. If enough shareholders vote against, the issuance cannot proceed.

3) Under the Companies Act 2006 UK legislation existing shareholders usually have the right of first refusal on new shares. If the board is trying to bypass this (via a disapplication resolution), shareholders can vote it down, or challenge whether the disapplication is being used improperly. This is one of the strongest anti-dilution protections available.

From a legislation point of view, nothing. 31 Mar 2025 accounts have been published, AGM is not necessary for re-admission to trading.

If FCA think something funny is going on (like 150m shares without a prospectus) then that could be it. But then that's RMDs conscious decision (as opposed to do the minimum within standard allotment or max 75%, then ask for more once trading - which is entirely possible but has never been presented to shareholders as a possibility or a reason for not getting back to trading).

MosquitoSquadron

No form of critical thought either by the looks of it.

Solid management role - palm it off onto an advisor (whilst spending money and racking up lots of shares after having solved nothing) and then any delays can then blame it on the advisor. It's the same way when a company wants to downsize they chicken out and get a Management Consultancy in to 'do a review of operations' then that leads to headcount losses. I.e. blame a 3rd party. You first heard it here.

And still no specific reason from company on why the FCA would think they couldn't return to trading - on top of both historical and current governance matters of course (perhaps non-election of directors only matters when a company is trading hence they've been playing it fast and loose since Lunn).

What have they done, exactly, to earn your loyalty? What have they delivered that means we are now trading? Why have we had no multiple instances of 'this old Board this and this old board that' when then turning around and admitting 'ok some leases were partially paid', 'ok shares to Mr White we should have given him we know he had to take us to court', and 'CLN confetti! we've delivered nothing special but by gum we want shares at the price someone else got them for for no reason'.

Eh?

No, exactly. no more high pitched whining, accurately swatted with my eyes closed and half asleep.